This paper addresses the use of language for learning for students with mental disabilities. It focuses on language comprehension, retrieval and recall of previously presented information, and general effectiveness in integrating language skills for the purpose of successful functioning in a classroom or other social context. The paper begins with an overview of the language demands of the school setting. Two models of communication skills are presented that provide frameworks to analyze student strengths and weaknesses and the language demands of the setting, and provide structures for organizing appropriate intervention strategies. First, a model for understanding conversation and necessary conversational skills organizes pragmatic language skills into three primary components: communicative intentions, presupposition, and the social organization of discourse. Then a model for understanding listening skills examines different components including the message, the cognitive processes involved in effective listening, and the listener's response. Strategies to improve the oral language of instruction involve improving communicative intentions, presupposition skills, and management of and participation in discourse. Strategies to improve listening skills call for the development of improved attention, language, memory, and comprehension skills. (JDD)